Eligibility to Vote or Sit on a Homeowners Association Board in the Philippines — A Comprehensive Legal Guide (2025 edition)
This article summarizes the rules in force as of 11 June 2025. It is intended for information only and does not constitute legal advice. For situations requiring counsel, consult a Philippine lawyer or the Department of Human Settlements and Urban Development (DHSUD).
1. Statutory & Regulatory Framework
| Instrument | Key Provisions on Voting & Board Eligibility |
|---|---|
| Republic Act No. 9904 (2010) — Magna Carta for Homeowners and Homeowners Associations | § 11(c) & (d): right “to vote and be voted upon” and to “participate in association meetings.” § 18: composition & qualifications of the Board of Directors (BOD). |
| Implementing Rules & Regulations (IRR) of RA 9904 | Part IV, Rule 6 (Membership), Rule 7 (Voting), Rule 8 (Elections), Rule 9 (Board). |
| Revised Corporation Code (RCC, RA 11232, 2019) | Applies suppletorily because every HOA is a non-stock corporation registered with the Securities and Exchange Commission (SEC). |
| DHSUD/HLURB Memorandum Circulars (latest consolidated issuances, 2020-2024) | Detailed election timetables, proxy forms, quorum computation, and sanctions. |
| Relevant jurisprudence (Supreme Court & HLURB/DHSUD decisions) | Clarifies “member in good standing,” multiple-lot owners’ voting strength, intra-corporate disputes, etc. |
2. Who Is a “Homeowner” and an HOA “Member”?
| Situation | Membership & Voting Status |
|---|---|
| Individual title holder (TCT/CCT) of a lot or residential unit | Automatically qualified for membership once the HOA is registered; actual membership becomes effective upon accepting the by-laws and paying dues/fees. |
| Co-owners (e.g., spouses) | The co-owners designate one (1) primary representative in writing; only that representative may vote or run. |
| Corporation, partnership, estate owning a unit | Must issue a written resolution naming one natural person as its “authorized representative.” |
| Lessee/tenant | Not considered a homeowner; cannot vote or sit on the board unless the by-laws explicitly grant associate-member privileges (non-binding on statutory rights). |
| Foreign nationals | May be members (property ownership already implies them), but: – Voting: allowed; – Board seat: only if <40 data-preserve-html-node="true" % of the sitting directors are foreign nationals, mirroring the RCC’s control test. Most HOA by-laws simply restrict board seats to Filipino citizens. |
3. Voting Rights: Essentials and Nuances
Member in Good Standing (MIGS) Requirement The single most litigated point. A member must not be in arrears beyond three (3) months of assessments or other lawful charges and must have no outstanding violations of deed restrictions or by-laws unrectified after due notice. Some HOAs adopt a longer tolerance period, but never shorter than 30 days.
One Door, One Vote?
- Default rule: One lot/one dwelling unit = one vote.
- De minimis aggregation: Owners of multiple, contiguous lots may petition the board to aggregate them into a single votable parcel (to prevent over-representation).
- Developers’ residual lots: the developer, until turnover, may vote the unsold lots unless the governing documents cap the total developer vote to 49 %.
Proxy Voting
- Must be in writing, signed, and dated (valid for one meeting only unless it states otherwise).
- “Blank proxies” (no name of proxy holder) are prohibited.
- Electronic proxies: allowed if the by-laws adopt the RCC e-voting provisions and the HOA has SEC-approved guidelines.
Quorum for the General Assembly (GA)
- First call: majority (≥ 50 % + 1) of all voting members in good standing, in person or by proxy.
- Second call (after 1 hour or as by-laws dictate): at least 10 % of voting members, provided written notice was served ≥ 21 days before the GA.
4. Qualifications to Run for (and Remain on) the Board of Directors
Under § 18 of RA 9904 and Rule 9 of the IRR, a candidate must:
| Criterion | Statutory Baseline | Frequent By-law Enhancements |
|---|---|---|
| Citizenship | Filipino; some by-laws allow limited foreign participation subject to the 40 % cap. | |
| Age | At least 21 on election day. | |
| Literacy | Able to read & write (English, Filipino, or local dialect). | |
| Residency | Must actually reside or maintain a dwelling in the subdivision for ≥ 6 months before the election. | |
| MIGS status | Current in dues, no unserved sanctions. | |
| No conflicting interest | Must not be an employee of the developer or a supplier holding a current HOA contract, unless the GA expressly waives. | |
| Moral fitness | No conviction by final judgment for a crime involving moral turpitude, or administrative offense carrying ≥ 6-month suspension. | |
| Term limits | RA 9904 is silent; RCC default is 3-year terms, max 9 consecutive years unless by-laws adopt shorter terms (many HOAs opt for 1-year, renewable twice). |
Background checks: The Election Committee (ELECOM) may require an NBI or PNP clearance and proof of billing to verify residency.
5. Disqualifications & Removal of Directors
| Trigger | Effect | Process |
|---|---|---|
| Loss of MIGS status (e.g., falls 3 months behind in dues) | Automatic temporary suspension; if arrears persist ≥ 60 days after notice, vacancy occurs. | ELECOM or Board issues notice; vacancy filled under § 27 RCC (majority of remaining directors) until next GA. |
| Conflict of interest/ Self-dealing contract | Director is voidable; subject to § 31 RCC conditions. | GA may invalidate contract and remove director upon 2/3 vote of members present. |
| Criminal conviction after election | Immediate removal upon finality of judgment; board seat declared vacant. | GA informed within 15 days; replacement per by-laws. |
| Excessive unexcused absences (often 3 consecutive meetings) | Constitutes “neglect of duty,” ground for removal. | Board resolution + GA ratification (majority). |
| Developer-controlled board beyond statutory period | Directors lose authority; HLURB/DHSUD may appoint interim committee and order fresh elections. | Enforcement via compliance order. |
6. Election Mechanics
Election Committee (ELECOM)
- Created 60 days before GA; composed of 3–5 MIGS not running for office.
- Prepares Voters’ List, verifies MIGS, posts preliminary list 30 days before GA.
Notice of Meeting & Candidacy Filing
- Notice: by hand delivery or registered mail, plus e-mail/HOA online portal.
- Certificate of Candidacy (COC): filed 15 days before GA, containing sworn statement of qualifications and platform.
Ballots & Canvass
- Secret ballots mandatory unless the GA unanimously decides on viva voce.
- Tally by ELECOM immediately; proclamation within 24 hours; results posted on official bulletin board/website.
Election Protests
- Filed with ELECOM within 5 days; appeal lies with the DHSUD Adjudication Commission (formerly HLURB) within 15 days of ELECOM decision.
7. Special Topics & Frequently Litigated Issues
| Issue | How It Is Resolved |
|---|---|
| “Developer still voting unsold lots 10 years after turnover.” | RA 9904 limits developer control to 5 years from the first election or when GA membership exceeds developer’s voting power, whichever comes earlier. |
| Multiple lot owners demanding multiple seats. | Permitted only if by-laws allocate sectoral representation; otherwise, each natural person may hold one seat maximum regardless of lot count. |
| Virtual or hybrid elections (post-pandemic). | Allowed under DHSUD Mem. Circ. 2022-03: must provide a secure videoconference platform, e-voting facility, and physical viewing area. |
| Religious compounds & mixed-use estates. | If ≥ 50 % of lots are residential, RA 9904 applies; otherwise, RCC rules on non-stock corporations govern. |
| Overlap with Condominium Corporations (RA 4726). | If a subdivision contains mid-rise condos, those units belong to both the HOA (common subdivision concerns) and the Condominium Corp. (building concerns). Voting strength must be harmonized via a Master Deed or Joint Management Agreement. |
8. Penalties for Violations
- Administrative fines: ₱5 000–₱50 000 per violation, per director/officer, under DHSUD schedule.
- Revocation of registration: Continued refusal to hold elections or submit annual reports can lead to suspension or revocation of the HOA’s SEC license.
- Criminal liability: False testimony in COC (perjury) or misappropriation of funds (estafa) subject to prosecution under the Revised Penal Code.
9. Practical Compliance Tips for Associations
- Update your by-laws to integrate RA 9904, the RCC, and DHSUD circulars—especially on virtual assemblies and data-privacy-compliant voters’ lists.
- Implement an automated accounting system so delinquency reports are real-time, minimizing disputes over “good standing.”
- Publish an annual election calendar immediately after the fiscal year starts; consistency curbs legal challenges.
- Adopt a conflict-of-interest policy stricter than the RCC minimum—e.g., require contractors bidding for HOA projects to disclose board affiliations.
- Provide board orientation within 30 days after election covering fiduciary duties, budgeting, procurement, and dispute resolution mechanisms.
10. Conclusion
Eligibility to vote or to serve on an HOA board in the Philippines rests on four pillars: statutory compliance (RA 9904 & RCC), financial propriety (good-standing status), residency & moral fitness, and transparent internal procedures (by-laws and ELECOM rules). Homeowners who know and exercise these rights help safeguard democratic governance in their communities, while boards that strictly apply these standards minimize exposure to costly administrative proceedings.
Prepared by: ___ Date: 11 June 2025